Common use of Fees and Expenses of Arbiters Clause in Contracts

Fees and Expenses of Arbiters. The aggregate fees and expenses of the arbiters shall be borne equally by the parties. The parties shall pay the aggregate fees and expenses within thirty (30) days after receipt of the written decision of the arbiters (unless the arbiters agree in writing on some other payment schedule). Exhibit 1 Monthly Certificate SEE FOLLOWING PAGE CERTIFICATE MONTHLY SUMMARY FOR SINGLE FAMILY ASSETS FDIC — RECEIVER FOR XXXXXXX BANK PURCHASE AND ASSUMPTION AGREEMENT DATED: Jan 1, 2009 Shared-Loss Period Ended: (Dollars) Calculation of Amount Due from (to) FDIC FDIC % Share 0% 80% Total Carry forward from other types of assets: 2. Cumulative losses from securities 0 0 0 4. Total cumulative losses at beg of period 0 0 0 5. Covered single family losses (gains) during period 0 0 0 FDIC % Share x 0 % x 80 % 7. Amount Due from (to) FDIC 0 + 0 + = — Preparer name: Preparer signature Preparer title: Officer name: Officer signature Officer title: Date: XXXXXXXXX Bank FIN No. Schedule 4.15B Date: Non-Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15B as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15A Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15B Single Family Shared-Loss Agreement: Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Total Adjustments — — Schedule 4.15B Revised Totals $ — $ — Note: Total adjustments should also be reflected in the Certificate filing for the quarter this form is submitted. * Net Balance agrees with amount noted on Schedule 4.15A Single Family Shared-Loss Agreement, or Revised Totals if this form has already been submitted previously. 80 XXXXXXXXX Bank FIN No. Schedule 4.15A Date: Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15A as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15B Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15A Single Family Shared-Loss Agreement: Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Total Adjustments — — Schedule 4.15A Revised Totals $ — $ — Exhibit 2.1(c) 1 Shared-Loss Month 2 Loan ID 3 First payment date 4 Property type 5 Lien 6 Original loan amount 7 Documentation 8 Original FICO 9 Original LTV 10 Original combined LTV 11 Original front-end DTI 12 Original back-end DTI 13 Negative Amortization cap 14 Property city 15 Property state 16 Property street address 17 Property zip 18 Maturity date 19 MI Coverage 20 Occupancy 21 Interest rate type 22 Product Type 23 Loan amortization type 24 Lookback 25 Margin 26 Interest rate index 27 Interest rate cap 28 Interest rate floor 29 First interest cap 30 Periodic interest cap 31 Periodic interest floor 32 Pay Cap 33 UPB 34 Interest rate 35 Paid-to date 36 Next payment due date 37 Scheduled payment 38 Escrow payment 82 39 Escrow balance 40 Next interest rate reset date 41 Next payment reset date 42 Rate reset period 43 Payment reset period 44 Payment History 45 Exceptional Loan Status 46 Valuation date 47 Valuation amount 48 Valuation type 49 Household income 50 Current FICO 51 Maximum Draw Amount 52 Draw period 53 Superior Lien Balance 83 Exhibit 2a (1) CALCULATION OF RESTRUCTURING LOSS - HAMP or FDIC LOAN MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: HAMP Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090119 17 Modification Effective Date 20090419 18 Net Unpaid Principal Balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490119 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation same as Unpaid Principal Balance before 4 above restructuring/modification 450000 34 Accrued interest, limited to 90 days 7313 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 460413 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 73485 Line item definitions can be found in SFR Data Submission Handbook. 84 Exhibit 2a(2) CALCULATION OF RESTRUCTURING LOSS - 2nd FDIC MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: FDIC Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090201 17 Modification Effective Date 20090501 18 Net Principal balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490501 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation 32 Previous NPV of loan modification 458740 33 Less: Post modification principal payments 2500 Plus: 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 459340 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 72413 Line item definitions can be found in SFR Data Submission Handbook. Notes to Exhibits 2a (restructuring)

Fees and Expenses of Arbiters. The aggregate fees and expenses of the arbiters shall be borne equally by the parties. The parties shall pay the aggregate fees and expenses within thirty (30) days after receipt of the written decision of the arbiters (unless the arbiters agree in writing on some other payment schedule). Exhibit 1 Monthly Certificate SEE FOLLOWING PAGE CERTIFICATE MONTHLY SUMMARY FOR SINGLE FAMILY ASSETS FDIC — - RECEIVER FOR XXXXXXX BANK PURCHASE AND ASSUMPTION AGREEMENT DATED: Jan 1, 2009 Shared-Loss Period Ended: (Dollars) Calculation of Amount Due from (to) FDIC FDIC % Share 0% 80% Total Carry forward from other types of assets: 2. Cumulative losses from securities 0 0 0 4. Total cumulative losses at beg of period 0 0 0 5. Covered single family losses (gains) during period 0 0 0 FDIC % Share x 0 % x 80 % 7. Amount Due from (to) FDIC 0 + 0 + = — - Preparer name: Preparer signature Preparer title: Officer name: Officer signature Officer title: Date: XXXXXXXXX Bank FIN No. Schedule 4.15B Date: Non-Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15B as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15A Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15B Single Family Shared-Loss Agreement: Subtotal — — Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Subtotal — — Total Adjustments — — Schedule 4.15B Revised Totals $ — $ — Note: Total adjustments should also be reflected in the Certificate filing for the quarter this form is submitted. * Net Balance agrees with amount noted on Schedule 4.15A Single Family Shared-Loss Agreement, or Revised Totals if this form has already been submitted previously. 80 XXXXXXXXX Bank FIN No. Schedule 4.15A Date: Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15A as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15B Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15A Single Family Shared-Loss Agreement: Subtotal — — Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Subtotal — — Total Adjustments — — Schedule 4.15A Revised Totals $ — $ — Exhibit 2.1(c) 1 Shared-Loss Month 2 Loan ID 3 First payment date 4 Property type 5 Lien 6 Original loan amount 7 Documentation 8 Original FICO 9 Original LTV 10 Original combined LTV 11 Original front-end DTI 12 Original back-end DTI 13 Negative Amortization cap 14 Property city 15 Property state 16 Property street address 17 Property zip 18 Maturity date 19 MI Coverage 20 Occupancy 21 Interest rate type 22 Product Type 23 Loan amortization type 24 Lookback 25 Margin 26 Interest rate index 27 Interest rate cap 28 Interest rate floor 29 First interest cap 30 Periodic interest cap 31 Periodic interest floor 32 Pay Cap 33 UPB 34 Interest rate 35 Paid-to date 36 Next payment due date 37 Scheduled payment 38 Escrow payment 82 39 Escrow balance 40 Next interest rate reset date 41 Next payment reset date 42 Rate reset period 43 Payment reset period 44 Payment History 45 Exceptional Loan Status 46 Valuation date 47 Valuation amount 48 Valuation type 49 Household income 50 Current FICO 51 Maximum Draw Amount 52 Draw period 53 Superior Lien Balance 83 84 Exhibit 2a (1) CALCULATION OF RESTRUCTURING LOSS - HAMP or FDIC LOAN MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: HAMP Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090119 17 Modification Effective Date 20090419 18 Net Unpaid Principal Balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490119 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation same as Unpaid Principal Balance before 4 above restructuring/modification 450000 34 Accrued interest, limited to 90 days 7313 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 460413 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 73485 Line item definitions can be found in SFR Data Submission Handbook. 84 Exhibit 2a(2) CALCULATION OF RESTRUCTURING LOSS - 2nd FDIC MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: FDIC Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090201 17 Modification Effective Date 20090501 18 Net Principal balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490501 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation 32 Previous NPV of loan modification 458740 33 Less: Post modification principal payments 2500 Plus: 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 459340 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 72413 Line item definitions can be found in SFR Data Submission Handbook. Notes to Exhibits 2a (restructuring)

Fees and Expenses of Arbiters. The aggregate fees and expenses of the arbiters shall be borne equally by the parties. The parties shall pay the aggregate fees and expenses within thirty (30) days after receipt of the written decision of the arbiters (unless the arbiters agree in writing on some other payment schedule). Exhibit 1 Monthly Certificate SEE FOLLOWING PAGE CERTIFICATE MONTHLY SUMMARY FOR SINGLE FAMILY ASSETS FDIC — - RECEIVER FOR XXXXXXX BANK PURCHASE AND ASSUMPTION AGREEMENT DATED: Jan 1, 2009 Shared-Loss Period Ended: (Dollars) Calculation of Amount Due from (to) FDIC FDIC % Share 0% 80% Total Carry forward from other types of assets: 2. Cumulative losses from securities 0 0 0 4. Total cumulative losses at beg of period 0 0 0 5. Covered single family losses (gains) during period 0 0 0 FDIC % Share x 0 % x 80 % 7. Amount Due from (to) FDIC Memo: threshold for recovery percentage x 0% x 80% 0 + 0 + = — - 0 0 Preparer name: Preparer signature Preparer title: Preparer signature Officer name: Officer signature Officer title: Officer signature Date: XXXXXXXXX Bank FIN No. _ Schedule 4.15B Date: Non-Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15B as provided $ — - $ — Loan Explanation Number Name Net Balance Date: Unfunded - Unfunded Explanation (Loan Description) Add the following loans currently included in Schedule 4.15A Non-Single Family Shared-Loss Agreement: - - - - - - - - - - Subtotal — — - - Subtract the following loans currently included in Schedule 4.15B Single Family Shared-Loss Agreement: - - - - - - - - - - Subtotal - - Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) - - - - - - - - - - Subtotal — — - - Add the following Unfunded Commitments (Must provide documentation) - - - - - - - - - - Subtotal - - Total Adjustments — — - - Schedule 4.15B Revised Totals $ — - $ — - Note: Total adjustments should also be reflected in the Certificate filing for the quarter this form is submitted. * Net Balance agrees with amount noted on Schedule 4.15A Single Family Shared-Loss Agreement, or Revised Totals if this form has already been submitted previously. 80 XXXXXXXXX Bank FIN No. Schedule 4.15A Date: Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15A as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15B Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15A Single Family Shared-Loss Agreement: Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Total Adjustments — — Schedule 4.15A Revised Totals $ — $ — Exhibit 2.1(c) 1 Shared-Loss Month 2 Loan ID 3 First payment date 4 Property type 5 Lien 6 Original loan amount 7 Documentation 8 Original FICO 9 Original LTV 10 Original combined LTV 11 Original front-end DTI 12 Original back-end DTI 13 Negative Amortization cap 14 Property city 15 Property state 16 Property street address 17 Property zip 18 Maturity date 19 MI Coverage 20 Occupancy 21 Interest rate type 22 Product Type 23 Loan amortization type 24 Lookback 25 Margin 26 Interest rate index 27 Interest rate cap 28 Interest rate floor 29 First interest cap 30 Periodic interest cap 31 Periodic interest floor 32 Pay Cap 33 UPB 34 Interest rate 35 Paid-to date 36 Next payment due date 37 Scheduled payment 38 Escrow payment 82 39 Escrow balance 40 Next interest rate reset date 41 Next payment reset date 42 Rate reset period 43 Payment reset period 44 Payment History 45 Exceptional Loan Status 46 Valuation date 47 Valuation amount 48 Valuation type 49 Household income 50 Current FICO 51 Maximum Draw Amount 52 Draw period 53 Superior Lien Balance 83 Exhibit 2a (1) CALCULATION OF RESTRUCTURING LOSS - HAMP or FDIC LOAN MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: HAMP Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090119 17 Modification Effective Date 20090419 18 Net Unpaid Principal Balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490119 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation same as Unpaid Principal Balance before 4 above restructuring/modification 450000 34 Accrued interest, limited to 90 days 7313 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 460413 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 73485 Line item definitions can be found in SFR Data Submission Handbook. 84 Exhibit 2a(2) CALCULATION OF RESTRUCTURING LOSS - 2nd FDIC MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: FDIC Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090201 17 Modification Effective Date 20090501 18 Net Principal balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490501 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation 32 Previous NPV of loan modification 458740 33 Less: Post modification principal payments 2500 Plus: 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 459340 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 72413 Line item definitions can be found in SFR Data Submission Handbook. Notes to Exhibits 2a (restructuring).

Fees and Expenses of Arbiters. The aggregate fees and expenses of the arbiters shall be borne equally by the parties. The parties shall pay the aggregate fees and expenses within thirty (30) days after receipt of the written decision of the arbiters (unless the arbiters agree in writing on some other payment schedule). Exhibit 1 Monthly Certificate SEE FOLLOWING PAGE CERTIFICATE MONTHLY SUMMARY FOR SINGLE FAMILY ASSETS FDIC — - RECEIVER FOR XXXXXXX BANK PURCHASE AND ASSUMPTION AGREEMENT DATED: Jan 1, 2009 Shared-Loss Period Ended: (Dollars) Calculation of Amount Due from (to) FDIC FDIC % Share 0% 80% Total Carry forward from other types of assets: 2. Cumulative losses from securities 0 0 0 4. Total cumulative losses at beg of period 0 0 0 5. Covered single family losses (gains) during period 0 0 0 FDIC % Share x 0 % x 80 % 7. Amount Due from (to) FDIC Memo: threshold for recovery percentage x 0% x 80% 0 + 0 + = — - 0 0 Preparer name: Preparer signature Preparer title: Preparer signature Officer name: Officer signature Officer title: Officer signature Date: XXXXXXXXX Bank FIN No. _ Schedule 4.15B Date: Non-Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15B as provided $ — - $ — Loan Explanation Number Name Net Balance Date: Unfunded - Unfunded Explanation (Loan Description) Add the following loans currently included in Schedule 4.15A Non-Single Family Shared-Loss Agreement: - - - - - - - - - - Subtotal — — - - Subtract the following loans currently included in Schedule 4.15B Single Family Shared-Loss Agreement: - - - - - - - - - - Subtotal - - Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) - - - - - - - - - - Subtotal — — - - Add the following Unfunded Commitments (Must provide documentation) - - - - - - - - Subtotal - - Total Adjustments — — - - Schedule 4.15B Revised Totals $ — - $ — - Note: Total adjustments should also be reflected in the Certificate filing for the quarter this form is submitted. * Net Balance agrees with amount noted on Schedule 4.15A Single Family Shared-Loss Agreement, or Revised Totals if this form has already been submitted previously. 80 XXXXXXXXX Bank FIN No. Schedule 4.15A Date: Single Family Shared-Loss Agreement Proforma Net Balance* Unfunded Schedule 4.15A as provided $ — $ — Loan Explanation Number Name Net Balance Unfunded (Loan Description) Add the following loans currently included in Schedule 4.15B Non-Single Family Shared-Loss Agreement: Subtotal — — Subtract the following loans currently included in Schedule 4.15A Single Family Shared-Loss Agreement: Add the following loan not included in either Schedule 4.15A or 4.15B Asset Detail (Must provide documentation) Subtotal — — Add the following Unfunded Commitments (Must provide documentation) Total Adjustments — — Schedule 4.15A Revised Totals $ — $ — Exhibit 2.1(c) 1 Shared-Loss Month 2 Loan ID 3 First payment date 4 Property type 5 Lien 6 Original loan amount 7 Documentation 8 Original FICO 9 Original LTV 10 Original combined LTV 11 Original front-end DTI 12 Original back-end DTI 13 Negative Amortization cap 14 Property city 15 Property state 16 Property street address 17 Property zip 18 Maturity date 19 MI Coverage 20 Occupancy 21 Interest rate type 22 Product Type 23 Loan amortization type 24 Lookback 25 Margin 26 Interest rate index 27 Interest rate cap 28 Interest rate floor 29 First interest cap 30 Periodic interest cap 31 Periodic interest floor 32 Pay Cap 33 UPB 34 Interest rate 35 Paid-to date 36 Next payment due date 37 Scheduled payment 38 Escrow payment 82 39 Escrow balance 40 Next interest rate reset date 41 Next payment reset date 42 Rate reset period 43 Payment reset period 44 Payment History 45 Exceptional Loan Status 46 Valuation date 47 Valuation amount 48 Valuation type 49 Household income 50 Current FICO 51 Maximum Draw Amount 52 Draw period 53 Superior Lien Balance 83 Exhibit 2a (1) CALCULATION OF RESTRUCTURING LOSS - HAMP or FDIC LOAN MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: HAMP Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090119 17 Modification Effective Date 20090419 18 Net Unpaid Principal Balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490119 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation same as Unpaid Principal Balance before 4 above restructuring/modification 450000 34 Accrued interest, limited to 90 days 7313 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 460413 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 73485 Line item definitions can be found in SFR Data Submission Handbook. 84 Exhibit 2a(2) CALCULATION OF RESTRUCTURING LOSS - 2nd FDIC MODIFICATION 1 Shared-Loss Month 20090531 2 Loan no: 123456 3 Modification Program: FDIC Loan before Restructuring 4 Unpaid principal balance 450000 5 Remaining term 298 6 Interest rate 0.06500 7 Next ARM reset rate (if within next 4 months) 0.00000 8 Interest Paid-To-Date 20081230 9 Delinquency Status FC 10 Monthly payment - P&I 3047 11 Monthly payment - T&I 1000 Total monthly payment 4047 12 Household current annual income 95000 13 Valuation Date 20090121 14 Valuation Amount 425000 15 Valuation Type (Interior/exterior appraisal, BPO, AVM, etc) AVM Terms of Modified/Restructured Loan 16 1st Trial Payment Due Date 20090201 17 Modification Effective Date 20090501 18 Net Principal balance (net of forbearance & principal reduction) 467188 19 Principal forbearance 0 20 Principal reduction 0 21 Product (fixed or step) step 22 Remaining amortization term 480 23 Maturity date 20490501 24 Interest rate 0.02159 25 Next Payment due date 20090601 26 Monthly payment - P&I 1454 27 Monthly payment - T&I 1000 Total monthly payment 2454 28 Next reset date 20140501 29 Interest rate change per adjustment 0.01000 30 Lifetime interest rate cap 0.05530 31 Back end DTI 0.45000 Restructuring Loss Calculation 32 Previous NPV of loan modification 458740 33 Less: Post modification principal payments 2500 Plus: 35 Attorney’s fees 0 36 Foreclosure costs, including title search, filing fees, advertising, etc. 500 37 Property protection costs, maint. and repairs 0 38 Tax and insurance advances 2500 Other Advances 39 Appraisal/Broker’s Price Opinion fees 100 40 Inspections 0 41 Other 0 Total loan balance due before restructuring 459340 Cash Recoveries: 42 MI contribution 0 43 Other credits 0 44 T & I escrow account balances, if positive Total Cash Recovery 0 Assumptions for Calculating Loss Share Amount, Restructured Loan: 45 Discount rate for projected cash flows 0.05530 46 Loan prepayment in full 120 47 NPV of projected cash flows (see amort schd1) 386927 48 Gain/Loss Amount 72413 Line item definitions can be found in SFR Data Submission Handbook. Notes to Exhibits 2a (restructuring).